9781316135891 ebook 9781107092334 hardback 9781107465305 paperback
International corporate law and financial market regulation.
This book explores the foundations and evolution of modern corporate fiduciary law in the United States and the United Kingdom. Today US and UK fiduciary law provide very different approaches to the regulation of directorial behaviour. However, as the book shows, the law in both jurisdictions borrowed from the same sources in eighteenth- and nineteenth-century English fiduciary and commercial law. The book identifies the shared legal foundations and authorities and explores the drivers of corporate fiduciary law's contemporary divergence. In so doing it challenges the prevailing accounts of corporate legal change and stability in the US and the UK.
Title from publisher's bibliographic system (viewed on 30 Aug 2018).
Formatted Contents Note
Machine generated contents note: Introduction: corporate legal ideas; Part I. Business Judgment and The Idea of Honesty in the Exercise of Delegated Power: 1. Business judgments: origins; 2. Business judgments in UK corporate law; 3. The foundations of the business judgement rule in the United States; 4. The modern Delaware business judgement rule; Part II. The Duty of Care and The Ideas of Reward and Undertaking: 5. Origins: between laxity and terror in bailment and trusts law; 6. The origins of the director's duty of care in the United States; 7. The Delaware duty of care: fragments of jurisprudence; 8. The director's duty of care in the United Kingdom; Part III. Self-Dealing and The Idea of the Corporation: 9. Conceptions of the corporation; 10. The United Kingdom: contracting out of the common law; 11. The United States: the paths to fairness review; Part IV. Connected Assets and The Idea of Property: 12. Regulating connected assets in the United Kingdom; 13. Regulating connected assets in the United States; 14. Explaining divergent evolution in connected assets law.